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Cox Christopher K

Filed: 24 Mar 21, 9:06pm
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Cox Christopher K

(Last) (First) (Middle)
C/O FACEBOOK, INC.
1601 WILLOW ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Facebook Inc [ FB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Product Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/22/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/02/2021 G(1) V 33,236(2) A $0 54,650 D
Class A Common Stock 02/02/2021 G(1) V 24,808(2) A $0 79,458 D
Class A Common Stock 03/10/2021 G(3) V 29,018 D $0 29,017 I Cox-Vadakan Irrevocable Remainder Trust(4)
Class A Common Stock 03/11/2021 G(3) V 29,017 D $0 0 I Cox-Vadakan Irrevocable Remainder Trust(4)
Class A Common Stock 03/22/2021 G(1) V 79,458 D $0 0 D
Class A Common Stock 03/22/2021 G(1) V 79,458 A $0 105,585(5) I Christopher K. Cox Revocable Trust(6)
Class A Common Stock 51,921 I Christopher K. Cox 2019 Annuity Trust U/A dtd 11/25/19(7)
Class A Common Stock 49,299 I Christopher K. Cox 2019 Annuity Trust II U/A dtd 11/25/19(8)
Class A Common Stock 34,622 I Christopher K. Cox 2020 Annuity Trust U/A dtd 1/31/20(9)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (RSU) (Class A) (10) 03/22/2021 A 75,526 (11) (11) Class A Common Stock 75,526 $0 75,526 D
Explanation of Responses:
1. This transaction represents a transfer of shares that were beneficially owned by the reporting person for the purposes of estate planning and not a sale of securities.
2. The reporting person's last ownership report, filed with the Securities and Exchange Commission on February 17, 2021, inadvertently reported that these shares were acquired by the Christopher K. Cox Revocable Trust.
3. Represents shares of Class A Common Stock that the reporting person donated as a gift. Following the transfer, the reporting person does not have voting or investment power over, or a pecuniary interest in, the transferred shares.
4. Shares held of record by Christopher K. Cox and Visra Vichit-Vadakan, Co-Trustees of The Cox-Vadakan Irrevocable Remainder Trust.
5. The reporting person's last ownership report, filed with the Securities and Exchange Commission on February 17, 2021, inadvertently reported that the Christopher K. Cox Revocable Trust acquired 33,236 and 24,808 shares in transfers dated February 2, 2021.
6. Shares held of record by Christopher K. Cox, Trustee of The Christopher K. Cox Revocable Trust.
7. Shares held of record by Christopher K. Cox, Trustee of Christopher K. Cox 2019 Annuity Trust U/A dtd 11/25/19.
8. Shares held of record by Christopher K. Cox, Trustee of Christopher K. Cox 2019 Annuity Trust II U/A dtd 11/25/19.
9. Shares held of record by Christopher K. Cox, Trustee of Christopher K. Cox 2020 Annuity Trust U/A dtd 1/31/20.
10. Each Restricted Stock Unit ("RSU") represents a contingent right to receive 1 share of the issuer's Class A Common Stock upon settlement.
11. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2021, subject to continued service through each vesting date.
/s/ Michael Johnson, attorney-in-fact for Christopher K. Cox 03/24/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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